RWBY: Rise of Frost
by LegendofRemnent420
Summary: General Ironwood authorizes the creation of a new AK model to eventually succeed the 200. However problems arise when the machine develops sentience. Seeing all organic beings as a threat to Remnant, the robot then sets out on a murderous rampage across the facility. Ironwood enlists the aid of Winter Schnee to destroy it. Will she be able to match the monstrous machine?
1. Chapter 1: Creation

**Story**

**Location: Atlas Laboratory**

**Wednesday: 10:45 PM**

* * *

The left leg was the final component of the newest Atlesian Knight model codenamed "Project Frost" which has described by most of the scientists as the "Deadliest mechanical being in the world today".

Dr. Eis, one of Atlas's top scientists oversees the assembly as he rapidly types a garble of numbers and letters into his laptop.

He is a slender built man with disheveled gray hair, a matching mustache and beard, and prominent eyebrows. He also wears a pair of blue slacks, dress shoes, and a white lab jacket with a high collar and a blue shirt underneath.

"Oh my after Ironwood sees what this marvel can do i'll definitely get a raise," Eis said

2 male Atlas soldiers guard the exit of the lab.

"That thing is creepy as hell," The first soldier said

"Yeah, but if it keeps us safe I guess it's fine." Said the soldier smoking a cigarette.

"I guess, but that thing gives me bad vibes you know." Said the second soldier

Unbeknownst to Eis millions of bits of data flood into the machine every millisecond giving it every bit of positive and negative information on every aspect of Remnant.

Two Atlesian Knight 200s stand beside the scientist as he completes his creation.

The platform then lowers to the ground revealing the machine. The robot has a humanoid streamlined body with pupils glowing blue eyes. Its face also features a crude beak-like appearance.

It also has bizarre "hair" extensions emerging from the back of its skull as well as dark blue and black armor covering most of its body.

"It is perfect, I have now birthed the ultimate fighting machine," Eis said, gazing at the tall robot with awe.

The two Atlas soldiers look at each other worried before departing from the lab. Eis continuous to bask in the seeming success of his creation, the robots blue eyes then glimmer with life.

"Hello my child"

Dr. Eis reaches forward to touch the machine however it then suddenly grabs the doctor's neck with its left arm. The Atlesian Knight 200's motion their weapons towards the rogue robot.

However, it then raises its right arm forward a stream of ice flows from its hand completely freezing the two Knights in place. He then throws the frightened scientist onto the ground Eis grasps his neck as he gasps for air.

"Hello, father," the machine said in a deep synthesized male voice.

"Stand down Frost!" Eis said

Unfazed he then freezes Eis's legs solid, making him unable to stand.

"Frost! I command you to shut down this instant!" Eis yelled

His demands are ignored as the machine then walks out of the laboratory, his feet making quite audible clanking noises as he moves.

* * *

Meanwhile, James Ironwood is engaging in a heated conversation with Jacques Schnee at his mansion. Ironwood then throws a glass of wine at his wall shattering it.

"You need to control yourself!" James said

"You're talking to me about control? Do you even hear what the hell you're saying?" Jacques said

"I am basing everything on my reports from your daughter," Ironwood said

"A daughter you stole!" Jacques said

"Oh, we are not getting into that again."

"Oh yes, we have far more pressing matters to discuss, starting with your apparent lunacy!"

"JACQUES!"

Ironwood sighs heavily.

"Winter is one of my best. If she's telling me there's a threat in Mistral then I am not going to take that news lightly. She's been there for weeks, people are mobilizing, sudden spikes in weapons and dust trades. Someone is about to make a play and I do not trust Leo to stop them." James said

"You've never trusted anyone other than yourself!"

"AND FOR DAMN GOOD REASON!" James yelled

Ironwood violently slams his fist onto Jacques's desk creating several cracks.

"If Oz would've just listened to me from the start"

Jacques holds his hands forward.

"You need to get a grip!"

"That's exactly what I'm doing. Our people need protection. By this time next week, the Kingdom of Atlas will be officially closing its borders. No one in; no one out. Without the council's permission"

"You mean without your permission?" Jacques replied.

"And if that's the case then I suggest getting on my good side," James said

Ironwood walks away from the desk, leaving Jacques to sigh and fold his hands He slams the door shut as he leaves.

* * *

Several steps later Ironwood's scroll begins to buzz loudly he quickly takes it out of his pocket to answer.

"General Ironwood speaking"

A male Atlas soldier answers, he frantically speaks into the scroll. Ironwood can hear the sounds of gunfire and scream in the background.

"Ironwood sir this is Lieutenant Artemis of Atlesian Laboratory 106, the robot it escaped it's going on a rampage half of my division is either dead or wounded!"

Ironwood's facial expression becomes extremely distressed.

"How did this happen?"

"I don't know Dr. Eis is dead, I'm hiding out in the armory, listen, sir, you need to get here and send reinforcements ASAT this thing is tearing us apart!" Artemis said

Suddenly Ironwood hears the sound of something banging against a metal door.

"Oh my god, it's got in OH MY GOD!"

Ironwood can only hear the sounds of Artemis's screams as well as various things being smashed around followed by static.

"Son of a bitch as if I have enough on my plate"

Ironwood then engages in a full sprint as he touches Winters image on his scroll.

"General Ironwood"

"Winter you need to get back to Atlas right away one of my military projects, it's gone rogue."

"What project?" Winter asked

"I'll explain later get to the laboratory as quickly as you can," Ironwood said, boarding his Bullhead


	2. Chapter 2: Man and Machine

Several hours later Artemis wakes up in the communications room still shaken from his encounter with Frost earlier. The room is only illuminated via several flickering lights. He looks down at his lower body to find he is completely frozen to a nearby wall save for his head.

He also notices 5 scientists huddled together in a group all trembling in fear.

"Hey what the hell is going on, where are we?" Artemis called.

"Shhh, it's coming back" Shrieked a female scientist

He then hears the door open, the robot enters with a deceased Atlas Soldier, his neck is clenched in its ice cold right hand. The soldiers mouth is surrounded by flesh blood, implying he was killed not too long ago.

Artemis looks at Frost with a horrified look on his face. The machine releases his grip on the dead soldier's neck sending him plummeting to the ground shortly after.

"Hm i didn't think you'd wake up, most of you humans are quite fragile." Frost said

He walks over to a computer and raises his left arm towards a Headphone Jack. His palm splits apart which results in the metal forming a triangular like pattern.

A wire with a 3.5 mm audio jack then emerges from the opening, it plugs itself into the jack.

Frost's eyes then start to glow red as he proceeds to upload what seems to be a virus inside of the Atlesian computer systems. A blue bar travels from 0 to 100 in several seconds. He unplugs from the computer, his eyes return to their blue color.

"What is all this for? why all of this unnecessary death?" Artemis

"I'm glad you asked, because I kind of don't know what to do before Ironwood arrives. Since no one else can stop me I figured I might as well raise hell here to pass the time."

"You sick pile of scrap, we're the good guys man, those innocent people over there in the corner didn't do anything to harm anyone, let them go and just take me instead!" Artemis said.

"Oh really?, Your kind wishes to protect the world, but yet you don't want it to change nor flourish. Humanity has done nothing but tarnish the state of this beautiful planet. Look at you, disgusting parasites, you are a plague, you've brought nothing but war, suffering, famine, and destruction to this world. There is only one logical answer, the complete extermination of all human life." Frost said

"Now that's a big leap in motivation" Artemis said

"To be fair i was just born" Frost said

He then raises both of his arms forward a large stream of ice bursts from his palms towards the scientists. They try to flee but they can only manage a single step before freezing completely solid. One male scientist then plummets to the ground. The entire upper half of his body shatters into many large bits of ice.

Artemis looks on in shook and absolute horror of the formerly living scientists reduced to ice by the malicious machine.

"You bastard!" Artemis yelled

Suddenly two Atlesian knight 200s then enter the door. Their helmets and bodies light up with a bright blue glow, they each draw their rifles on the lieutenant.

"What the, the robots are being controlled like how they were at Beacon." Artemis said

"Watch him my children, I'm going and waiting for the general. If he escapes don't hesitate to kill him." Frost said, shutting the door as he leaves

"Come on Ironwood, please get here," Artemis said subconsciously.

* * *

An hour later Ironwood's Bullhead lands on a large platform near the front of the laboratory.

He steps out of the backside of the ship he cocks the hammer of his revolver as he steadily but speedfully dashes to the front entrance.

He smashes the door down to be welcomed by a grisly sight. Two Atlas soldiers lay motionless. One soldier's right leg is missing from the knee down. Another is slouched against the wall with a large gaping wound in his chest

There is also thick sheets of ice covering portions of the walls and ceiling as well as sheets and specks of blood.

"My god!" Ironwood covers his mouth with his free hand disgusted.

Suddenly Ironwood sees an oncoming projectile of ice speeding from the front coming towards his head. He quickly dashes himself to the right, barely evading the ice.

Suddenly Frost uncloaks right in front of Ironwood, white steam fumes from the machine's mouthpiece, he tilts his head to the left slightly.

"Finally the guest of honor has arrived, General Ironwood in my presence, i'm trembling." Frost said chuckling.

"You, your gonna pay for what you did to my men, you can count on it!" Ironwood said

"Try to make promises you can keep Ironwood."

Frost then creates an ice ball in his left hand which he promptly crushes. The two glare at each other before they charge towards one another.

Several minutes later Winter's ship then lands right next to Ironwood's. She quickly exits and runs towards the entrance of the building.


	3. Chapter 3: Man and Machine Part 2

Ironwood shoots several shots at Frost's head, which the machine dodges by quickly dashing left and right. Frost attempts to kick Ironwood with a series of precise and coordinated kicks. He misses several before he lands a successful kick to his stomach, sending him skidding several feet back.

"You don't deserve the parts of a machine!" Frost said.

He fires several shots at Frost which simply bounce off of his armor. Two of the bullets ricochet into nearby security cameras. The two once again charge towards other exchanging blows, Frost then makes a finger gun gesture with his left hand as he fires two ice beams from his finger at Ironwood's feet, completely freezing him in place.

"Dammit" Ironwood said.

"Now if you excuse me, I must get back to my cleansing." Frost said.

He then jumps into the air, teleporting away into a cloud of blue smoke.

* * *

Winter then crashes through the front door to see Ironwood frozen as well as the destruction and Frost has created around the facility.

"What the hell is going on?" Winter said, smashing the ice with the hilt of her sword, setting the general free.

"Thanks Winter" Ironwood said

'Any time sir where is the machine?" Winter said

"I don't know, he teleported away when he froze my legs, I think he's heading back to the communications room. We have no time to linger we have to destroy him now or the Kingdom is doomed " Ironwood said

"Well let's not just stand here let's get to work" Winter said

Suddenly a squadron of Atlesian Knights enter the area in front of them, all sprouting their forearm blades.

"Dammit, Winter go find Frost I'll handle these" Ironwood said

"But" Winter said, concerned for Ironwood's safety

Several of the Knights then charge towards Ironwood.

"Winter just go!" Ironwood yelled as he shoots several Knights in the head.

Winter uses her glyph to jump over the Knights, she looks back one last time to see Ironwood backhand an approaching Knight with his cybernetic arm, which completely caves in its face before sprinting to the communications room.

The area leading to the entrance of the communications room is littered with various debris. Shelves presumably used for cover by security personnel are knocked on their sides. Several dead Atlas soldiers are slouched over on some of their improvised cover each with various stab wounds. The upper half of another Atlas soldier lays bisected against a wall, his rifle still clenched in his left hand. Winter struggles against every attempt to vomit from the horror around.

"That bastard, he'll pay for this." Winter said cupping her left hand over her mouth.

* * *

Suddenly she hears metallic footsteps slowly creep towards her she slowly draws one of her swords with her left hand. After a few more steps Winter quickly turns around and thrusts it into the face of an Atlesian Knight, killing it. She then quietly and slowly steps into the communications room, only to be met by a distraught Artemis.

"Oh Winter thank god, the machine killed my entire squad, every one of them slaughtered, I was hiding out in the Armory until he found me. Did you find him?" Artemis said

"I only saw him for a couple seconds after his fight with Ironwood but i think he might be heading back here." Winter said

Winter then pulls a small pebble-shaped object with four small insect like legs. She plants it on the large chunk of ice holding Artemis in place. The ice then rapidly melts and liquefies into a large puddle, freeing Artemis.

"Thanks Winter" Artemis said

"Anytime, I'm sorry about your squad" Winter said

"Just make that bastard pay when you find him." Artemis said

"I will" Winter

Suddenly Frost then manifests into the room 8 or so feet away from Winter and Artemis, sporting 2 solid ice Katanas.

"You're the ones who shall pay, for your crimes" Frost said

"You!" Winter said

"Winter Schnee, one of the top specialists in the Atlesian Military, and a member of the Schnee family, killing you is going to be a delicious feat." Frost said

"Artemis go find Ironwood, I'll deal with Frost" Winter said

* * *

"Yes ma'am" Artemis said, running past Frost who pays no mind to him towards the exit.

"If you wish to see another dawn i'll give you one last chance to get out of my way."

"Like i'll just back and let you continue this madness." Winter said

"Very well then, perhaps after I kill you i'll kill your family too so you can all hold hands in hell." Frost said

"You won't be able to try." Winter said

"Now enough talk, since im going to kill every Human and Faunus alive im gonna at least have some fun." Frost said, making a come here gesture with his right hand.

Winter charges towards him swords drawn, Frost blocks her attack with his left sword. The force of Winter's strike manages to make small cracks on the blade.

The machine barrages Winter with a series of highly precise kicks and punches sending her back. Frost then moves in for an additional punch, Winter's Glyph then manifests itself on his right wrist locking him in place. Winter then stabs the robot in the chest before kicking him away.

"Why you!" Said Frost

A large blade emerges from Frost's right arm as he walks towards Winter, however he is stopped by a sudden smack on the back of his head. He turns around to see a bruised but alive Ironwood standing behind him.

"Frost, your finished" Ironwood said

"Your hilarious" Frost said, unimpressed

Ironwood then shoots Frost once in the chest which creates a moderately sized hole as he stumbles back.

Winter then charges him once more, Frost retaliates by creating two more ice swords as he then blocks her attack.

Ironwood charges Frost from behind. The machine pushes Winter aside as he grabs Ironwood by the neck. The machine proceeds to slowly squeeze the life out of him.

"So what do you want your epitaph to read?" Frost said, holding an ice dagger to his skull

"Ya know, you should always remember to watch your back." Ironwood said

Frost tilts his head, slightly puzzled by what he said before Winter's blade pierces through his chest, he releases the general as he screams in pain. He steps back

"What is this?, How could human filth like you score a hit on me?" Frost said.

"I admit us humans aren't perfect by any means. But we have things that makes us worthy, makes us what we are, makes us stronger then any force in this earth, our courage and our souls. Both of the things you lack" Winter said

"Insolence!" Frost said.

Winter then thrusts her right sword into the machine's forehead. The glow in his blue eyes fades away indicating his death.

"Winter, you did it" Ironwood said

"I couldn't have done it without you sir." Winter said which makes Ironwood smile.

"But now cleaning this mess up is gonna take a while a long while!"

Winter couldn't help but crack an amused chuckle.

"You fools think you have won?" Said the voice of Frost

After a few seconds every computer in the room flickers on to the Atlesian logo.

"What's happening?" Ironwood said

"Before you two came here, I uploaded my consciousness into the facility's mainframe, which means I now have control of everything here, and soon ill be in complete control of every piece of technology in Atlas. Not to worry because after my purge is complete, this world will return to its former glory." Frost said, hysterically laughing

"That bastard, he had a contingency plan the whole time." Winter said

"Your not going be doing anything because we're stopping this right here." Ironwood said

"Its a shame mice never escape from a mouse trap." Frost said as the room floods with more AK 200's.

"Winter i think i know how to stop him, there is a UAV outside the facility that controls every A.I connected to it, if we destroy it we destroy Frost." Ironwood said

"Good idea, but how are we going to get out?" Winter said

"There is a trash shoot just outside this room, but we have to fight our way to it first." Ironwood said


	4. Chapter 4: Scrapped

"Your efforts are futile, i'm already crafting myself a new body as we speak." Frost said

"Come on Winter push!" Ironwood said throwing a AK 200 to the ground.

After destroying every robot in the room Ironwood and Winter finally exit the communications room. They both look for doors leading to the trash shoot.

"Dammit, this is taking too long let's just find an exit." Ironwood said

Eventually, they reach the entrance only to find it blocked by a thick sheet of ice.

"Shit that body of his must be complete" Winter said

"Not if we have a say about it, Winter use your Glyphs to propel me so i can break the ice." Ironwood said

"Yessir," Winter said, manifesting a Glyph under his feet.

It raises him in the air before she launches him forward, Ironwood uses his mechanical side to breach the ice wall.

"Uh you guys might need this." Artemis said, standing outside with a large RPG like weapon

"Oh, uh thanks" Ironwood said, aiming at the UAV in the sky, the launcher's scope locks on to the aircraft before it automatically fires, destroying the UAV completely.

"Okay looks like Frost has been eliminated, now I can get on with the rest of my day." Ironwood said

"Wait a moment that couldn't have been that easy." Winter said

"But you destroyed the control ship Frost should be done right?" Artemis said

"Sorry Lieutenant but unfortunately for you she's right." Frost said, stepping out the entrance in his original body completely repaired.

"It can't be, you should be destroyed." Ironwood said

"Foolish general, before you destroyed the UAV I transferred my consciousness back to my original body, even though i look exactly how I was before, im much more durable." Frost said

"What no fair" Artemis said

"Just the perks of being an unstoppable force of nature." Frost said

"You metal freak" Ironwood said

* * *

Winter grasps her swords as she walks towards the machine.

"You guys get to safety, ill handle him," Winter said

"I can't just leave you here" Ironwood said

"I beat him once, I'll do it permanently this time," Winter said

"If anything happens to you i'm coming back" Ironwood said, running off along with Artemis to his Bullhead.

"You must be really brave or delusional to face off against a superior being like myself. If you wanna run like the other cowards you can." Frost said

"To hell with you machine, im putting an end to your madness right now." Frost said

"You still don't see do you? why do you resist the inevitable, your kind will all die off eventually anyway, i'm just speeding up the process." Frost said

"Your right about that, which is why life must be enjoyed and protected while it lasts." Winter said

"I've heard enough" Frost said, flying towards Winter

He moves in to uppercut her, which she blocks with her sword, they both engage in a series of kicks and punches, while Winter is starting to tire out Frost continues his assault.

"If this is the best you can do you should just let me kill you now, spare you further humiliation." Frost said, walking towards her

Winter smirks as she conjures Glyphs on his wrists without him noticing.

"What are you smiling about?" Frost said

"You were so full of yourself you didn't even notice my Glyphs, and now you'll pay the price." Winter said

She then utilizes his Glyphed hands to punch him in the head and his chest and stomach armour.

Winter then dashes toward him with her Glyphs to kick him with both of her legs, before she can connect Frost, while still bound kicks her in the face, sending her to the ground, as well as depleting a portion of her Aura.

"For your sake I hope that wasn't the finishing move." Frost said as he breaks free from her Glyphs.

* * *

White steam comes from his beaklike mouthpiece as he boasts himself into the air using the repulsors on his mechanical feet, the wrist blade on his right arm bursts forth once more.

"Well Miss Schnee you were an entertaining plaything, but now it's time to die." Frost said flying down towards her, intending to bisect her

She then traps him with her Glyphs once more before she gets up.

"What the, how'd you do that, you were supposed to be subdued?" Frost said

"It's what I said before, your so full of yourself and your abilities that you completely failed to watch your guard." Winter said getting back up

"This is unacceptable, I will not be humiliated in battle by a human, especially not you!" Frost said

"You already are" Winter said

"Well, it seems like I underestimated the Human's ability to adapt. But don't forget that I too can adapt as well." Frost said, quicky freezing Winter's hands with heavy ice, she kneels to the ground due to the weight of the ice.

Winter struggles to pick her arms up from the weight of the ice, Frost takes his right hand to lift her chin up to his face.

"If only you weren't so entertaining, then i would have just killed you immediately." Frost said

"I'm not done yet" Winter said, trying to lift her frozen right hand

"Both your hands are frozen slabs, and just how are you going to defeat me with no hands, i've already won the moment i was created." Frost said

Despite having nearly no Aura left Winter musters all the strength she has to muster two Glyphs on her arms.

"What's this?" Frost said, surprised

She takes both her arms and smashes them into the ground, shattering the ice as well as breaking her left arm.

"That's impossible, each ice slab was at least 500 pounds." Frost said, stepping back.

"This is what happens when our will to survive is tested." Winter said

"Nonsense, there's no way a weakling like you could've lifted 500 pounds each." Frost said, taking flight once more.

"Where the hell are you going?, finish this fight coward!" Winter said

"You haven't seen the last of me Winter Schnee, someday i will wipe you and your kind off the face of the earth you can count on it." Frost said, blue flames burning from his metallic feet as he flies off into the Atlesian sunset.

"And ill be ready, Frost" Winter said as she sees Ironwood's Bullhead descending in her direction.


End file.
